0001803696false00018036962024-05-092024-05-09

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 9, 2024

 

ADEIA INC.

(Exact name of Registrant as Specified in its Charter)

 

Delaware

001-39304

84-4734590

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

3025 Orchard Parkway

San Jose, California 95134

(Address of Principal Executive Offices, including Zip Code)

(408) 473-2500

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock (par value $0.001 per share)

ADEA

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the 2024 Annual Meeting of Stockholders of Adeia Inc. (the “Company”) held on May 9, 2024, the following proposals were approved by the stockholders of the Company: (i) the election of seven (7) nominees listed in the proxy statement to serve on the Board of Directors of the Company; (ii) the compensation of named executive officers of the Company as disclosed in the proxy statement, on an advisory (non-binding) basis; (iii) the approval of the Amended and Restated 2020 Equity Incentive Plan; and (iv) the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, each by the votes set forth below:

Proposal 1 – Election of Directors:

Name of Director

For

Against

Abstain

Broker Non-Vote

Paul E. Davis

89,650,058

503,497

39,803

8,821,729

V. Sue Molina

89,553,453

606,293

33,612

8,821,729

Daniel Moloney

89,393,158

762,510

37,690

8,821,729

Tonia O’Connor

88,550,121

1,606,625

36,612

8,821,729

Raghavendra Rau

88,556,394

1,602,359

34,605

8,821,729

Adam Rymer

89,617,489

539,163

36,706

8,821,729

Phyllis Turner-Brim

89,040,279

1,117,764

35,315

8,821,729

Proposal 2 – Advisory Vote to Approve Named Executive Officer Compensation:

For

Against

Abstain

Broker Non-Vote

87,963,294

2,161,737

68,327

8,821,729

Proposal 3 – Approval of an Amended and Restated 2020 Equity Incentive Plan:

For

Against

Abstain

Broker Non-Vote

84,679,727

5,455,767

57,864

8,821,729

Proposal 4 – Ratification of Appointment of Independent Registered Public Accounting Firm:

For

Against

Abstain

96,763,550

2,216,319

35,218

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

 

Description

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 9, 2024

 

ADEIA INC.

 

 

 

 

 

 

 

 

By:

/s/ Keith A. Jones

 

 

Name:

Keith A. Jones

 

 

 

 

 

 

 

 

Title:

Chief Financial Officer

 

v3.24.1.u1
Document and Entity Information
May 09, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date May 09, 2024
Entity Registrant Name ADEIA INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-39304
Entity Tax Identification Number 84-4734590
Entity Address, Address Line One 3025 Orchard Parkway
Entity Address, City or Town San Jose
Entity Address, State or Province CA
Entity Address, Postal Zip Code 95134
City Area Code 408
Local Phone Number 473-2500
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock (par value $0.001 per share)
Trading Symbol ADEA
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001803696
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